Priority Income Fund Buys Back Just 15% of the Shares Holders Asked It to Take
Holders were cashed out at a $3.15 net asset value, and the fund has said it intends to seek an exchange listing that would replace that NAV exit with a market price.
August 17, 2026
Priority Income Fund shareholders asked to sell 10,184,037 common shares in the fund’s latest quarterly repurchase window. The fund took 1,550,812 of them.
That was the cap set when the offer opened on June 18, equal to 2.5% of the shares outstanding at the close of the fiscal year ended June 30, 2025. When the offer expired at 4:00 p.m. Eastern time on July 31, tenders had run well past it. The fund repurchased the full amount on offer at $3.15 per share, the net asset value struck on the expiration date, for an aggregate of roughly $4,885,054.
Each participating shareholder had about 15.23% of the shares they submitted taken up. One carve-out applied ahead of proration: 178 shares were bought first from holders of fewer than 100 shares, with everything else allocated pro rata.
What advisors are left holding
Proration bites harder in an issuer tender offer than in a non-traded REIT repurchase program, where unfilled requests often roll forward into the next period automatically. Shares not accepted here are returned to the holder. A client queued for an exit in June still holds the large majority of the position and has to submit again when the fund next comes to market.
Priority Income Fund is a Maryland-incorporated, externally managed, non-diversified closed-end management investment company. Its repurchase program has run at 2.5% of shares per quarter at net asset value, subject to board discretion. The fund carries a January 2014 inception date, sits on the Prospect Capital platform, and invests primarily in the equity and junior debt tranches of collateralized loan obligations backed by first lien senior secured loans to large U.S. borrowers, alongside direct senior secured loan positions. The common stock is offered in Class R, Class RIA and Class I, none of which trades on an exchange.
A listing changes what the window is worth
The fund told shareholders in April 2025 that it intended to seek a public listing of its common stock. That plan changes what a quarterly tender is worth to a seller. While the shares remain unlisted, the fund sets the exit price at net asset value and is itself the buyer. Once they trade, sellers take whatever price the market sets on the day.
Against demand of this size, the 2.5% cap held. Holders whose shares came back unfilled have no route out other than the next window.
M. Grier Eliasek, chairman, chief executive and president, certified the results.
